Page 146 - 56-1 One Report 2022 EN
P. 146

Part 2 Corporate Governance


               governance, as well as promoting a corporate culture of good governance, the Company has taken the following
               actions:
                     Created and published a Corporate Governance and Code of Business Ethics Handbook for employees
                       to read and pledge to follow. This has continuously been implemented since 2013 and is helpful in allowing
                       new employees to develop a better understanding of the Company as they pledge to follow the code.

                     Arranged  a  new  employee  orientation  to  provide  advice  and  information  on  corporate  culture  and
                       governance, as well as the Code of Conduct and the purpose of the Company’s Anti-Corruption Policy.
                     Announced the application of guidelines for suppliers to promote mutual understanding between the
                       Company and suppliers that these guidelines will be used when conducting business. These guidelines
                       will be used as an essential element when selecting and evaluating suppliers for the Company. The
                       Company  has  notified  all  suppliers  of  these  guidelines  and  requested  that  each  supplier  signs  an
                       acknowledgment and agreement to follow these guidelines as a mutual standard.
                     Required that all employees complete a report on conflicts of interest that they, their family members, or
                       any related juristic person may have. Employees are also required to report any changes to said conflicts
                       of interest in a timely manner to ensure that all Company’s transactions are carried out transparently,
                       reasonably, and with primary consideration for the highest benefit of the Company.

                     Ethical practices have been communicated to directors, executives, and employees on a regular basis
                       through the Company’s internal email, in which 2022, there was a test on ethical principles through E-
                       Learning for  topics  of  Ethics  and  Enterprise Risk  Management in  order to  create  an  awareness  of
                       employees’ duties.

               6.3.2 Adherence to Corporate Governance Best Practice Policy

               A review of the Corporate Governance Policy in 2022 by the Board of Directors showed strict compliance with the
               relevant policies and guidelines. However, some principles held by the Company are different from CG Code 2017.
               The differences are as follows:

                Principles/guidelines from Stock Exchange of Thailand        Company statement
                The Board of Directors has set a policy to limit the  Directors can hold the position of board member in up

                number  of  listed  companies  that  each  director may  to  6  listed  companies  simultaneously  if  these
                hold as a director to not more than 5 companies without  appointments  do  not  interfere  with  the  director’s

                exception.                                      performance and do not have any conflict of interest.
                                                                However, the Board viewed that the current number of
                                                                outside directorships of our directors does not have an

                                                                impact  on  their  roles  and  performances  in  the
                                                                Company.






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